Suitability Requirements

Suitability is one of the most important obligations for securities professionals. Understanding FINRA Rule 2111 and Regulation Best Interest is essential for serving customers appropriately.

FINRA Rule 2111 (Suitability)

FINRA Rule 2111 requires that recommendations be suitable for customers based on their investment profile.

The Three Suitability Obligations

ObligationDescription
Reasonable-Basis SuitabilityRecommendation is suitable for at least some investors
Customer-Specific SuitabilityRecommendation is suitable for this particular customer
Quantitative SuitabilityTotal number of transactions is not excessive

Reasonable-Basis Suitability

Before recommending any security, the representative must:

  • Understand the product's features and risks
  • Perform reasonable diligence on the investment
  • Determine it's suitable for at least some investors

Key Point: This obligation applies even before considering a specific customer.

Customer-Specific Suitability

The representative must have a reasonable basis to believe the recommendation is suitable for this specific customer based on their investment profile.

Customer Investment Profile

FactorDescription
AgeLife stage and time horizon
Other InvestmentsExisting portfolio composition
Financial SituationIncome, net worth, liquidity
Tax StatusTax bracket, tax-advantaged needs
Investment ObjectivesGrowth, income, preservation
Investment ExperienceSophistication level
Time HorizonWhen funds will be needed
Liquidity NeedsNeed for accessible funds
Risk ToleranceAbility and willingness to take risk

Quantitative Suitability

Even if each individual recommendation is suitable, the total volume of trading must not be excessive. This prevents churning.

Indicators of Excessive Trading:

  • High turnover ratio
  • Cost-to-equity ratio
  • Frequent in-and-out trading
  • Trading without apparent purpose

Regulation Best Interest (Reg BI)

Regulation Best Interest enhances suitability standards for broker-dealers when dealing with retail customers.

Reg BI's Four Obligations

ObligationRequirement
DisclosureProvide Form CRS and disclose material facts
CareExercise reasonable diligence, care, and skill
Conflict of InterestEstablish policies to address conflicts
ComplianceImplement procedures to achieve compliance

Care Obligation Details

Under Reg BI, the broker-dealer must:

  1. Understand the potential risks and rewards of the recommendation
  2. Have a reasonable basis to believe the recommendation is in the customer's best interest
  3. Have a reasonable basis to believe the recommendation doesn't place the broker's interest ahead of the customer's
  4. Consider reasonably available alternatives

Key Enhancement: Reg BI explicitly requires considering costs as a factor.

Form CRS (Customer Relationship Summary)

Form CRS is a disclosure document that must be provided to retail investors:

RequirementDetails
LengthMaximum 2 pages
ContentServices, fees, conflicts, disciplinary history
TimingBefore or at time of recommendation
FormatPlain English, prescribed format

Reg BI vs. Rule 2111

FeatureRule 2111Reg BI
StandardSuitableBest interest
ScopeAll customersRetail customers only
CostsNot explicitly requiredMust consider costs
ConflictsLess explicitExplicit conflict policies required
DisclosureVarious requirementsForm CRS required

Key Point: Compliance with Reg BI satisfies Rule 2111, but not vice versa.

Know Your Customer (KYC)

KYC obligations require firms to gather customer information for suitability and regulatory purposes.

FINRA Rule 2090

FINRA Rule 2090 requires firms to:

  • Use reasonable diligence to know essential facts about customers
  • Understand the authority of persons acting on behalf of customers
  • Verify customer identity (for AML purposes)

Essential Facts

CategoryInformation Needed
IdentityName, address, date of birth, SSN
FinancialIncome, net worth, liquid assets
Investment ProfileObjectives, experience, risk tolerance
EmploymentEmployer, industry affiliation
Account PurposeInvestment goals, time horizon

Documentation Requirements

Representatives must document:

  • Customer investment profile
  • Basis for recommendations
  • Customer's acknowledgment of risks
  • Any changes to customer information

Retention: Records typically must be kept for 6 years.

On the Exam

The Series 7 exam frequently tests:

  • Three suitability obligations
  • Customer investment profile factors
  • Reg BI's four obligations
  • Differences between suitability and best interest
  • KYC requirements
Test Your Knowledge

Which suitability obligation requires that a recommendation be suitable for at least some investors?

A
B
C
D
Test Your Knowledge

Under Regulation Best Interest, which obligation requires broker-dealers to provide Form CRS to retail customers?

A
B
C
D
Test Your Knowledge

A registered representative makes 50 trades in a customer's account over one month, each individually suitable. However, the combined effect generates excessive commissions relative to the account size. This violates which suitability obligation?

A
B
C
D
Test Your Knowledge

Which of the following is NOT a factor in a customer's investment profile under FINRA Rule 2111?

A
B
C
D
Test Your Knowledge

Which statement about Regulation Best Interest and FINRA Rule 2111 is TRUE?

A
B
C
D